Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Jun. 14, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K/A | ||
Amendment Flag | true | ||
Amendment Description | Amendment No. 1 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 333-196075 | ||
Entity Registrant Name | Nevada Canyon Gold Corp. | ||
Entity Central Index Key | 0001605481 | ||
Entity Tax Identification Number | 46-5152859 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Address, Address Line One | 5655 Riggins Court, | ||
Entity Address, Address Line Two | Suite | ||
Entity Address, City or Town | Reno | ||
Entity Address, State or Province | NV | ||
Entity Address, Postal Zip Code | 89502 | ||
City Area Code | (888) | ||
Local Phone Number | 909-5548 | ||
Title of 12(b) Security | Common Stock, $0.0001 par value per share | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,029,592 | ||
Entity Common Stock, Shares Outstanding | 11,077,394 | ||
ICFR Auditor Attestation Flag | false | ||
Auditor Firm ID | 1173 | ||
Auditor Name | DALE MATHESON CARR-HILTON LABONTE LLP | ||
Auditor Location | Vancouver, Canada |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash | $ 1,007,018 | $ 1,420,864 |
Prepaid expenses | 4,829 | 21,806 |
Total Current Assets | 1,011,847 | 1,442,670 |
Equity investment | 156,805 | 318,418 |
Mineral property interests | 720,395 | 270,395 |
TOTAL ASSETS | 1,889,047 | 2,031,483 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 844,448 | 396,270 |
Related party advances | 477,031 | 963,631 |
Notes and advances payable | 515 | 1,100 |
Convertible notes payable | 430,538 | |
Total Liabilities | 1,321,994 | 1,791,539 |
Stockholders’ Equity | ||
Preferred Stock: Authorized 10,000,000 preferred shares, $0.0001 par, none issued and outstanding as of December 31, 2022 and December 31, 2021 | ||
Common Stock: Authorized 100,000,000 common shares, $0.0001 par, 11,077,394 and 8,685,093 issued and outstanding as of December 31, 2022 and 2021, respectively | 1,107 | 868 |
Additional paid-in capital | 3,073,447 | 1,190,522 |
Retained deficit | (2,507,501) | (951,446) |
Total Stockholders’ Equity (Deficit) | 567,053 | 239,944 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 1,889,047 | $ 2,031,483 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares issued | 11,077,394 | 8,685,093 |
Common stock, shares outstanding | 11,077,394 | 8,685,093 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating expenses | ||
Exploration expenses | $ 20,758 | $ 15,482 |
General and administrative expenses | 164,927 | 60,582 |
Professional fees | 99,249 | 40,220 |
Director compensation | 988,471 | |
Transfer agent and filing fees | 14,521 | 10,849 |
Total operating expenses | (1,287,926) | (127,133) |
Other items | ||
Accretion expense | (719,462) | (94,404) |
Accrued interest | (10,812) | (4,936) |
Fair value gain/(loss) on equity investments | 241,513 | (474,287) |
Foreign exchange gain/(loss) | (978) | 7,119 |
Interest income | 10,080 | 755 |
Realized gain on equity investments | 211,530 | 315 |
Net and comprehensive loss | $ (1,556,055) | $ (692,571) |
Net loss per common share - basic and diluted | $ (0.51) | $ (0.16) |
Weighted average number of common shares outstanding: | ||
Basic and Diluted | 3,034,022 | 4,466,682 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2020 | $ 445 | $ 526,655 | $ (259,053) | $ 268,047 |
Balance, shares at Dec. 31, 2020 | 4,455,093 | |||
Beneficial conversion of convertible notes | 663,867 | 663,867 | ||
Common stock retired | $ (178) | 178 | ||
Common stock retired, shares | (1,775,000) | |||
Common stock issued | $ 601 | 601 | ||
Common stock issued, shares | 6,005,000 | |||
Net loss for the year ended | (692,571) | (692,571) | ||
Balance at Dec. 31, 2021 | $ 868 | 1,190,522 | (951,446) | 239,944 |
Balance, shares at Dec. 31, 2021 | 8,685,093 | |||
Net loss for the year ended | (1,556,055) | (1,556,055) | ||
Shares issued on conversion of convertible notes | $ 239 | 894,454 | $ 894,693 | |
Shares issued on conversion of convertible notes, shares | 2,392,301 | 2,666,667 | ||
Director compensation | 988,471 | $ 988,471 | ||
Balance at Dec. 31, 2022 | $ 1,107 | $ 3,073,447 | $ (2,507,501) | $ 567,053 |
Balance, shares at Dec. 31, 2022 | 11,077,394 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows used in operating activities | ||
Net loss | $ (1,556,055) | $ (692,571) |
Adjustment to reconcile net loss to net cash used in operating activities: | ||
Director compensation | 988,471 | |
Fair value loss/(gain) on equity investments | (453,043) | 473,972 |
Interest payments made | (118,699) | |
Accretion of convertible debt | 719,462 | 94,404 |
Accrued interest | 10,812 | 4,936 |
Foreign exchange loss/(gain) | 978 | (7,119) |
Changes in operating assets and liabilities: | ||
Accounts payable | (11,822) | 22,671 |
Related party payable | (27,000) | (98,000) |
Prepaid expenses | 16,977 | (20,523) |
Net cashed used in operating activities | (429,919) | (222,230) |
INVESTING ACTIVITIES | ||
Sale of equity investments | 614,656 | 2,152 |
Acquisition of mineral property interests | (450,000) | (240,000) |
Net cash provided by (used in) investing activities | 164,656 | (237,848) |
FINANCING ACTIVITIES | ||
Cash received on subscription to shares | 400 | |
Notes and advances payable | (585) | |
Convertible notes payable | (147,420) | 980,000 |
Net cash provided by (used in) financing activities | (147,605) | 980,000 |
Effects of foreign currency exchange on cash | (978) | 7,119 |
Net increase (decrease) in cash | (413,846) | 527,041 |
Cash, at beginning | 1,420,864 | 893,823 |
Cash, at end | 1,007,018 | 1,420,864 |
Supplemental cash flow information: | ||
Cash paid for interest | (118,699) | |
Cash received for interest | 5,285 | 755 |
Cash paid for income taxes | ||
Significant non-cash transactions: | ||
Fair value gain (loss) on equity investments | $ 241,513 | $ (474,287) |
NATURE OF BUSINESS
NATURE OF BUSINESS | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS | NOTE 1 - NATURE OF BUSINESS Nevada Canyon Gold Corp. (the “Company”) was incorporated under the laws of the state of Nevada February 27, 2014 Going Concern The Company’s consolidated financial statements are prepared using accounting principles generally accepted in the United States of America (“GAAP”) applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company is a mineral exploration company and has not generated or realized any revenues from its business operations. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. The outcome of these matters cannot be predicted with any certainty at this time and raises substantial doubt that the Company will be able to continue as a going concern. These consolidated financial statements do not include any adjustments to the amounts and classifications of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. Management intends to obtain additional funding by borrowing funds, and/or a private placement of common stock. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These consolidated financial statements and related notes are presented in accordance with GAAP, and are presented in United States dollars. Principles of consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Nevada Canyon LLC and Canyon Carbon LLC. On consolidation, all intercompany balances and transactions are eliminated. Use of Estimates and Assumptions The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. The Company regularly evaluates estimates and assumptions related to the fair value of director compensation, impairment of its interest in mineral properties, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. Basis of Accounting The Company’s consolidated financial statements are prepared using the accrual method of accounting, except for cash flow information. Deferred Stock Issuance Costs The Company capitalizes, within other assets, certain legal, accounting and other third-party fees that are directly related to the Company’s in-process equity financings until such financings are consummated. After consummation of the equity financing, these costs are recorded as a reduction of the proceeds received as a result of the offering. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred offering costs are immediately written off to operating expenses. As of December 31, 2022 and 2021, there were no deferred offering costs recorded on the balance sheet. Equity Offering In September 2022, the Company filed an offering statement on Form 1-A with the Securities and Exchange Commission in relation to an offer to sell up to 12,500,000 1.20 1 1 1.20 Equity Investments Equity investments are classified as available for sale and are stated at fair market value. Unrealized gains and losses are recognized in the Company’s consolidated statement of operations. Income Taxes The Company accounts for income taxes under the liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of a tax benefit might change as new information becomes available. Income/Loss per Share The Company’s basic income/loss per share (“EPS”) is calculated by dividing its net income/loss available to common stockholders by the weighted average number of common shares outstanding for the period, excluding unvested portion of restricted stock with performance conditions. The Company’s diluted EPS is calculated by dividing its net income/loss available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Restricted stock with performance conditions is only included in the diluted EPS calculation to the extent that performance conditions have been met at the measurement date. Dilutive effect of the restricted stock is determined using the treasury stock method. At December 31, 2022, the Company had 6,005,000 3 3 2,001,667 The outstanding securities at December 31, 2022 and December 31, 2021, that could have a dilutive effect are as follows: SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE December 31, 2022 December 31, 2021 Convertible Notes Payable - 2,764,815 Restricted Stock 4,003,333 - Total Possible Dilutive Shares 4,003,333 2,764,815 For the years ended December 31, 2022 and 2021, respectively, the effect of the Company’s outstanding restricted stock and convertible notes would have been anti-dilutive and therefore they are excluded from the calculation of diluted EPS. Fair Value of Financial Instruments The Company’s financial instruments include cash, equity investment, accounts payable, related party payables, notes payable. The carrying value of these financial instruments approximates their fair value based on their short-term nature. The Company is not exposed to significant interest, exchange or credit risk arising from these financial instruments. The fair value hierarchy under US GAAP is based on the following three levels of inputs, of which the first two are considered observable and the last unobservable: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2: Observable inputs other than Level I, quoted prices for similar assets or liabilities in active prices whose inputs are observable or whose significant value drivers are observable; and Level 3: Assets and liabilities whose significant value drivers are unobservable by little or no market activity and that are significant to the fair value of the assets or liabilities. Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). There were no assets or liabilities measured at fair value on a nonrecurring basis during the periods ended December 31, 2022 and 2021. Cash and equity investment are measured at fair value using level 1 inputs. Stock-Based Compensation For equity awards, such as stock options, total compensation cost is based on the grant date fair value and for liability awards, such as stock appreciation rights, total compensation cost is based on the settlement value. The Company recognizes stock-based compensation expense for all awards over the service period required to earn the award, which is the shorter of the vesting period or the time period an employee becomes eligible to retain the award at retirement. Mining Interests and Mineral Exploration Expenditures Exploration costs are expensed in the period in which they occur. The Company capitalizes costs for acquiring and leasing mining properties and expenses costs to maintain mineral rights as incurred. Should a property reach the production stage, capitalized costs would be amortized using the units-of-production method based on periodic estimates of ore reserves. Impairment of Long-lived Assets The Company periodically reviews its long-lived assets to determine if any events or changes in circumstances have transpired which indicate that the carrying value of its assets may not be recoverable. The Company determines impairment by comparing the undiscounted net future cash flows estimated to be generated by its assets to their respective carrying amounts. If impairment is deemed to exist, the assets will be written down to fair value. Convertible Debt with Beneficial Conversion Feature The Company accounts for beneficial conversion options (“BCF”) embedded in convertible notes in accordance with ASC 470-20. ASC 470-20 generally requires companies to recognize an embedded beneficial conversion feature present in a convertible instrument separately at issuance by allocating a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital, resulting in a discount on the convertible instrument. This discount on convertible debt is accreted from the date on which the BCF is first recognized through the stated maturity date. The intrinsic value is calculated at the commitment date being the difference between the conversion price and the fair value of the common stock or other securities into which the security is convertible, multiplied by the number of shares into which the security is convertible. If the intrinsic value of the BCF is greater than the proceeds allocated to the convertible instrument, the amount of the discount assigned to the beneficial conversion feature shall be limited to the amount of the proceeds allocated to the convertible instrument. Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 3 – RELATED PARTY TRANSACTIONS Amounts due to related parties at December 31, 2022 and 2021: SCHEDULE OF RELATED PARTY TRANSACTIONS December 31, 2022 December 31, 2021 Amounts due to the Chief Executive Officer (“CEO”) (a) $ 117,031 $ 144,031 Amounts due to a company controlled by the CEO (a) 360,000 360,000 Amounts due to a former director (b) - 220,000 Amounts due to a company controlled by the former director (b) - 240,000 Amounts due from a director for shares - (200 ) Amounts due from a director for shares - (200 ) Related party payables $ 477,031 $ 963,631 (a) These amounts are non-interest bearing, unsecured and due on demand. (b) During the year ended December 31, 2021, Mr. Levine resigned from the board of directors of the Company, therefore at December 31, 2022, the Company has reclassified $ 220,000 240,000 During the years ended December 31, 2022 and 2021, the Company had the following transactions with its related parties. SCHEDULE OF TRANSACTIONS WITH ITS RELATED PARTIES 2022 2021 Year ended 2022 2021 Compensation incurred with CEO and director $ 330,039 $ - Compensation incurred to a director 164,608 - Compensation incurred to a director 493,824 - Consulting fees paid to a company controlled by the CEO and director 20,000 - Related party transactions $ 1,008,471 $ - On December 30, 2021, the Company issued a total of 6,005,000 601 3 3 The Company analyzed the issuance of the Director Shares pursuant to the guidance available in ASC 718, Compensation—Stock Compensation. 0.4938 As at December 31, 2022, the total compensation cost related to nonvested Director Shares not yet recognized was $ 1,976,943 2 |
ACCOUNTS PAYABLE AND ACCRUED LI
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | NOTE 4 – ACCOUNTS PAYABLE AND ACCRUED LIABILITIES SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES December 31, 2022 December 31, 2021 Trade payables $ 802,648 $ 367,578 Accrued liabilities 41,800 28,692 Accounts payable and accrued liabilities $ 844,448 $ 396,270 |
MINERAL PROPERTY INTERESTS
MINERAL PROPERTY INTERESTS | 12 Months Ended |
Dec. 31, 2022 | |
Extractive Industries [Abstract] | |
MINERAL PROPERTY INTERESTS | NOTE 5 – MINERAL PROPERTY INTERESTS As of December 31, 2022, the Company’s mineral property interests are comprised of the Lazy Claims Property, the Loman Property, and the Agai-Pah Property located in Mineral County, Nevada, the Swales Property located in Elko County, Nevada, and the Belshazzar Property located in Quartzburg mining district, Boise County, Idaho. In addition, the Company acquired an option to acquire 100 1 2 Lazy Claims Property On August 2, 2017, the Company entered into an exploration lease agreement (the “Lazy Claims Agreement”) with Tarsis Resources US Inc. (“Tarsis”), a Nevada corporation, to lease the Lazy Claims, consisting of three claims. The term of the Lazy Claims Agreement is ten years, and is subject to extension for additional two consecutive 10 1,000 2,000 2 2,000 During the year ended December 31, 2022 and 2021, the Company paid $ 2,543 2,543 2,000 2,000 543 543 Loman Property In December 2019 the Company acquired 27 10,395 During the year ended December 31, 2022, the Company paid $ 4,791 5,196 Agai-Pah Property On May 19, 2021, the Company entered into exploration lease with option to purchase agreement (the “Agai-Pah Property Agreement”) with MSM Resource, L.L.C., (“MSM”) a Nevada limited liability Corporation on the Agai-Pah Property, consisting of 20 400 The term of the Agai-Pah Property Agreement commenced on May 19, 2021, and continues for ten years, subject to the Company’s right to extend the Agai-Pah Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Property. Full consideration of the Agai-Pah Property Agreement consists of the following: (i) an initial cash payment of $ 20,000 20,000 The Company has the exclusive option and right to acquire 100 750,000 20,000 20,000 During the year ended December 31, 2022, the Company paid $ 3,552 4,791 Belshazzar Property On June 4, 2021, the Company entered exploration lease with option to purchase agreement (the “Belshazzar Property Agreement”) with Belshazzar Holdings, L.L.C., (“BH”) a Nevada limited liability Corporation on the Belshazzar Property, consisting of ten unpatented lode mining claims and seven unpatented placer mineral claim totaling 200 The term of the Belshazzar Property Agreement commenced on June 4, 2021, and continues for ten years, subject to the Company’s right to extend the Belshazzar Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Belshazzar Property. Full consideration of the Belshazzar Property Agreement consists of the following: (i) an initial cash payment of $ 20,000 20,000 The Company has the exclusive option and right to acquire 100 800,000 1 20,000 20,000 During the year ended December 31, 2022, the Company paid $ 2,660 2,825 Swales Property On December 27, 2021, the Company entered into exploration lease with option to purchase agreement (the “Swales Property Agreement”) with Mr. W. Wright Parks III., (“Mr. Parks”) on the Swales Property, consisting of 40 unpatented lode mining claims totaling 800 acres, within Swales Mountain Mining District in Elko County, Nevada (the “Swales Property”) The term of the Swales Property Agreement commenced on December 27, 2021, and continues for ten years, subject to the Company’s right to extend the Swales Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Swales Property. Full consideration of the Swales Property Agreement consists of the following: (i) an initial cash payment of $ 20,000 20,000 The Company has the exclusive option and right to acquire 100 750,000 20,000 20,000 During the year ended December 31, 2022, the Company paid $ 7,092 Nil Olinghouse Project On December 17, 2021, the Company’s wholly-owned subsidiary, Nevada Canyon, LLC, entered into an Option to Purchase Agreement (the “ ” Nevada company, to acquire 100 The Company has the exclusive right and option (the “Olinghouse Purchase Option”), exercisable at any time during the Olinghouse Option Period, as further defined below, at its sole discretion, to acquire 100% of a 1% production royalty from the net smelter returns on all minerals and products produced from certain properties comprising the Olinghouse Project The term of the Olinghouse Purchase Option shall be the later of one year, or 60 days after the date on which the Company delivers to Target a written notice to exercise the Olinghouse Purchase Option, subject to further extension if Target’s conditions to closing are not fully satisfied or otherwise waived by the Company. Full consideration of the Olinghouse Agreement consists of the following: (i) an initial cash option payment of $ 200,000 ● if the Company’s 10-day volume weighted average price (“VWAP”) Calculation is less than $ 1.25 ● if the Company’s 10-day VWAP Calculation is more than $ 1.25 2,000,000 On December 23, 2022, the Company and Target agreed to extend the Olinghouse Purchase Option for an additional one-year term, expiring on December 17, 2023, for a one-time cash payment of $ 40,000 During the years ended December 31, 2022 and 2021, the Company did not incur any additional expenses associated with the Olinghouse Project. Palmetto Project On January 27, 2022, Nevada Canyon, LLC entered into a Royalty Purchase Agreement with Smooth Rock Ventures, LLC, a wholly-owned subsidiary of Smooth Rock Ventures Corp. (“Smooth Rock”), to acquire a 2% net smelter returns royalty on the Palmetto Project. Alan Day, a director and a related party of the Company, is also a director and CEO of Smooth Rock To acquire the 2 350,000 During the years ended December 31, 2022 and 2021, the Company did not incur any additional expenses associated with the Palmetto Project. |
EQUITY INVESTMENT
EQUITY INVESTMENT | 12 Months Ended |
Dec. 31, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
EQUITY INVESTMENT | NOTE 6 – EQUITY INVESTMENT As at December 31, 2022, the Company’s equity investments consist of 511,750 1,366,167 316,667 During the year ended December 31, 2022, the Company exercised its WRR Warrants, which were expiring on July 18, 2022, and acquired an additional 316,667 At December 31, 2022, the fair market value of the equity investment was calculated to be $ 156,805 318,418 During the year ended December 31, 2022, the Company sold 1,171,083 3,500 614,656 2,152 211,530 315 The revaluation of the equity investment in WRR resulted in $ 241,513 474,287 0.24 0.415 0.60 0.24 |
NOTES AND ADVANCES PAYABLE
NOTES AND ADVANCES PAYABLE | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
NOTES AND ADVANCES PAYABLE | NOTE 7 – NOTES AND ADVANCES PAYABLE At December 31, 2022, the Company’s liability under notes and advances payable consisted of $ 515 1,100 During the year ended December 31, 2021, as part of the Company’s convertible promissory notes financing (Note 8), one of the Company’s existing debt holders agreed to convert $ 15,064 20,000 4,936 |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES PAYABLE | NOTE 8 – CONVERTIBLE NOTES PAYABLE During the year ended December 31, 2021, the Company received $ 980,000 15,064 20,000 The convertible promissory notes (the “Notes”) were due in twelve months after their issuances (the “Maturity Date”) and accrued interest at a rate of 15 0.375 25 5,000,000 At the initial recognition, the Company determined the embedded beneficial conversion feature present in the Notes to be $ 663,867 The table below provides the details of the Notes at the time of their issuance: SCHEDULE OF CONVERTIBLE NOTE PAYABLE Principal Fair Value on Commitment Date Number of Shares to be issued based on $0.375/Share Intrinsic Value of Beneficial Conversion Feature Discount recorded as part of Additional Paid-in Capital Implied Interest $ 100,000 $ 0.79 266,667 $ 110,667 $ 100,000 2,081 % 50,000 $ 0.77 133,333 52,667 50,000 1,903 % 50,000 $ 0.60 133,333 29,600 29,600 108 % 600,000 $ 0.60 1,600,000 363,200 363,200 112 % 25,000 $ 0.60 66,667 15,133 15,133 112 % 20,000 $ 0.60 53,333 12,107 12,107 112 % 50,000 $ 0.60 133,333 30,267 30,267 112 % 25,000 $ 0.60 66,667 15,133 15,133 112 % 20,000 $ 0.60 53,333 12,107 12,107 112 % 10,000 $ 0.60 26,667 6,053 6,053 112 % 50,000 $ 0.60 133,333 30,267 30,267 112 % $ 1,000,000 2,666,667 $ 677,200 $ 663,867 During the year ended December 31, 2022, the Company recorded $ 719,462 94,404 The table below provides the details of the extinguishment of debt under the Notes: SCHEDULE OF EXTINGUISHMENT OF DEBT Principal Interest accrued up to the date of extinguishment Balance owed at the date of extinguishment Cash payments made Common shares issued on conversion at $0.375/share $ 100,000 $ 17,425 $ 117,425 $ - 313,132 50,000 8,609 58,609 58,609 - 50,000 8,055 58,055 - 154,813 600,000 95,178 695,178 95,178 1,600,000 25,000 3,997 28,997 - 77,324 20,000 3,189 23,189 - 61,837 50,000 7,973 57,973 57,973 - 25,000 3,750 28,750 28,750 - 20,000 3,189 23,189 23,189 - 10,000 1,578 11,578 - 30,875 50,000 7,870 57,870 - 154,320 $ 1,000,000 $ 160,813 $ 1,160,813 $ 263,699 2,392,301 |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | NOTE 9 – STOCKHOLDERS’ EQUITY The Company was formed with one class of common stock, $ 0.0001 100,000,000 0.0001 10,000,000 50% of the common stock Equity transactions during the year ended December 31, 2022 On October 31, 2022, the Company received notices from its convertible note holders requesting to convert a total of $ 897,113 2,392,301 0.375 Equity transactions during the year ended December 31, 2021 On December 30, 2021, the Company’s former director tendered for cancellation 845,000 930,000 1,775,000 On December 30, 2021, the Company issued a total of 6,005,000 601 Warrants and Options During the years ended December 31, 2022 and 2021, the Company did not have any warrants or options issued and exercisable. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 10 – INCOME TAXES A reconciliation of the expected income tax expense to the actual income tax expense is as follows: SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX EXPENSE 2022 2021 Net income before tax $ (1,556,055 ) $ (692,571 ) Statutory tax rate 21 % 21 % Expected income tax recovery at statutory rate (326,771 ) (145,440 ) Non-deductible expenditures 299,253 119,633 Change in valuation allowance 27,518 25,807 Total income tax expense $ - $ - The Company has the following deductible temporary differences: SCHEDULE OF DEFERRED TAX ASSETS 2022 2021 Deferred income tax assets Marketable securities $ - $ 13,235 Non-capital loss carry-forward 197,276 169,757 Total deferred income tax assets 197,276 182,992 Deferred income tax liabilities Convertible notes (119,587 ) Marketable securities (12,230 ) - Less: Valuation allowance (185,046 ) (63,405 ) Net deferred income tax assets $ - $ - At December 31, 2022, the Company had federal and state net operating loss carry forwards of approximately $ 939,000 90,000 The remaining balance of $849,000 will never expire but its utilization is limited to 80% of taxable income in any future year. The Company has evaluated all tax positions for open years and has concluded that they have no material unrecognized tax benefits or penalties. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date. The Company recognizes interest and penalties related to unrecognized tax benefits in interest expense and penalties within operating expenses. The Company’s federal income tax returns for fiscal years 2020 through 2022 remain open and subject to examination. Tax attributes from prior years can be adjusted during an IRS audit. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 – SUBSEQUENT EVENTS On February 24, 2023, the Company, entered into a consulting agreement with the Company’s newly appointed Vice President of Operations. The Company agreed to issue 2,000,000 On February 24, 2023, the Company entered into two separate consulting agreements with consultants in exchange for a total of 2,000,000 All shares will vest on a quarterly basis over the three-year term of the agreements, beginning March 1, 2023 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements and related notes are presented in accordance with GAAP, and are presented in United States dollars. |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Nevada Canyon LLC and Canyon Carbon LLC. On consolidation, all intercompany balances and transactions are eliminated. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. The Company regularly evaluates estimates and assumptions related to the fair value of director compensation, impairment of its interest in mineral properties, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Basis of Accounting | Basis of Accounting The Company’s consolidated financial statements are prepared using the accrual method of accounting, except for cash flow information. |
Deferred Stock Issuance Costs | Deferred Stock Issuance Costs The Company capitalizes, within other assets, certain legal, accounting and other third-party fees that are directly related to the Company’s in-process equity financings until such financings are consummated. After consummation of the equity financing, these costs are recorded as a reduction of the proceeds received as a result of the offering. Should a planned equity financing be abandoned, terminated or significantly delayed, the deferred offering costs are immediately written off to operating expenses. As of December 31, 2022 and 2021, there were no deferred offering costs recorded on the balance sheet. |
Equity Offering | Equity Offering In September 2022, the Company filed an offering statement on Form 1-A with the Securities and Exchange Commission in relation to an offer to sell up to 12,500,000 1.20 1 1 1.20 |
Equity Investments | Equity Investments Equity investments are classified as available for sale and are stated at fair market value. Unrealized gains and losses are recognized in the Company’s consolidated statement of operations. |
Income Taxes | Income Taxes The Company accounts for income taxes under the liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of a tax benefit might change as new information becomes available. |
Income/Loss per Share | Income/Loss per Share The Company’s basic income/loss per share (“EPS”) is calculated by dividing its net income/loss available to common stockholders by the weighted average number of common shares outstanding for the period, excluding unvested portion of restricted stock with performance conditions. The Company’s diluted EPS is calculated by dividing its net income/loss available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Restricted stock with performance conditions is only included in the diluted EPS calculation to the extent that performance conditions have been met at the measurement date. Dilutive effect of the restricted stock is determined using the treasury stock method. At December 31, 2022, the Company had 6,005,000 3 3 2,001,667 The outstanding securities at December 31, 2022 and December 31, 2021, that could have a dilutive effect are as follows: SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE December 31, 2022 December 31, 2021 Convertible Notes Payable - 2,764,815 Restricted Stock 4,003,333 - Total Possible Dilutive Shares 4,003,333 2,764,815 For the years ended December 31, 2022 and 2021, respectively, the effect of the Company’s outstanding restricted stock and convertible notes would have been anti-dilutive and therefore they are excluded from the calculation of diluted EPS. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company’s financial instruments include cash, equity investment, accounts payable, related party payables, notes payable. The carrying value of these financial instruments approximates their fair value based on their short-term nature. The Company is not exposed to significant interest, exchange or credit risk arising from these financial instruments. The fair value hierarchy under US GAAP is based on the following three levels of inputs, of which the first two are considered observable and the last unobservable: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2: Observable inputs other than Level I, quoted prices for similar assets or liabilities in active prices whose inputs are observable or whose significant value drivers are observable; and Level 3: Assets and liabilities whose significant value drivers are unobservable by little or no market activity and that are significant to the fair value of the assets or liabilities. Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). There were no assets or liabilities measured at fair value on a nonrecurring basis during the periods ended December 31, 2022 and 2021. Cash and equity investment are measured at fair value using level 1 inputs. |
Stock-Based Compensation | Stock-Based Compensation For equity awards, such as stock options, total compensation cost is based on the grant date fair value and for liability awards, such as stock appreciation rights, total compensation cost is based on the settlement value. The Company recognizes stock-based compensation expense for all awards over the service period required to earn the award, which is the shorter of the vesting period or the time period an employee becomes eligible to retain the award at retirement. |
Mining Interests and Mineral Exploration Expenditures | Mining Interests and Mineral Exploration Expenditures Exploration costs are expensed in the period in which they occur. The Company capitalizes costs for acquiring and leasing mining properties and expenses costs to maintain mineral rights as incurred. Should a property reach the production stage, capitalized costs would be amortized using the units-of-production method based on periodic estimates of ore reserves. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets The Company periodically reviews its long-lived assets to determine if any events or changes in circumstances have transpired which indicate that the carrying value of its assets may not be recoverable. The Company determines impairment by comparing the undiscounted net future cash flows estimated to be generated by its assets to their respective carrying amounts. If impairment is deemed to exist, the assets will be written down to fair value. |
Convertible Debt with Beneficial Conversion Feature | Convertible Debt with Beneficial Conversion Feature The Company accounts for beneficial conversion options (“BCF”) embedded in convertible notes in accordance with ASC 470-20. ASC 470-20 generally requires companies to recognize an embedded beneficial conversion feature present in a convertible instrument separately at issuance by allocating a portion of the proceeds equal to the intrinsic value of that feature to additional paid-in capital, resulting in a discount on the convertible instrument. This discount on convertible debt is accreted from the date on which the BCF is first recognized through the stated maturity date. The intrinsic value is calculated at the commitment date being the difference between the conversion price and the fair value of the common stock or other securities into which the security is convertible, multiplied by the number of shares into which the security is convertible. If the intrinsic value of the BCF is greater than the proceeds allocated to the convertible instrument, the amount of the discount assigned to the beneficial conversion feature shall be limited to the amount of the proceeds allocated to the convertible instrument. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE | The outstanding securities at December 31, 2022 and December 31, 2021, that could have a dilutive effect are as follows: SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE December 31, 2022 December 31, 2021 Convertible Notes Payable - 2,764,815 Restricted Stock 4,003,333 - Total Possible Dilutive Shares 4,003,333 2,764,815 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
SCHEDULE OF RELATED PARTY TRANSACTIONS | Amounts due to related parties at December 31, 2022 and 2021: SCHEDULE OF RELATED PARTY TRANSACTIONS December 31, 2022 December 31, 2021 Amounts due to the Chief Executive Officer (“CEO”) (a) $ 117,031 $ 144,031 Amounts due to a company controlled by the CEO (a) 360,000 360,000 Amounts due to a former director (b) - 220,000 Amounts due to a company controlled by the former director (b) - 240,000 Amounts due from a director for shares - (200 ) Amounts due from a director for shares - (200 ) Related party payables $ 477,031 $ 963,631 (a) These amounts are non-interest bearing, unsecured and due on demand. (b) During the year ended December 31, 2021, Mr. Levine resigned from the board of directors of the Company, therefore at December 31, 2022, the Company has reclassified $ 220,000 240,000 |
SCHEDULE OF TRANSACTIONS WITH ITS RELATED PARTIES | During the years ended December 31, 2022 and 2021, the Company had the following transactions with its related parties. SCHEDULE OF TRANSACTIONS WITH ITS RELATED PARTIES 2022 2021 Year ended 2022 2021 Compensation incurred with CEO and director $ 330,039 $ - Compensation incurred to a director 164,608 - Compensation incurred to a director 493,824 - Consulting fees paid to a company controlled by the CEO and director 20,000 - Related party transactions $ 1,008,471 $ - |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES | SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES December 31, 2022 December 31, 2021 Trade payables $ 802,648 $ 367,578 Accrued liabilities 41,800 28,692 Accounts payable and accrued liabilities $ 844,448 $ 396,270 |
CONVERTIBLE NOTES PAYABLE (Tabl
CONVERTIBLE NOTES PAYABLE (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF CONVERTIBLE NOTE PAYABLE | The table below provides the details of the Notes at the time of their issuance: SCHEDULE OF CONVERTIBLE NOTE PAYABLE Principal Fair Value on Commitment Date Number of Shares to be issued based on $0.375/Share Intrinsic Value of Beneficial Conversion Feature Discount recorded as part of Additional Paid-in Capital Implied Interest $ 100,000 $ 0.79 266,667 $ 110,667 $ 100,000 2,081 % 50,000 $ 0.77 133,333 52,667 50,000 1,903 % 50,000 $ 0.60 133,333 29,600 29,600 108 % 600,000 $ 0.60 1,600,000 363,200 363,200 112 % 25,000 $ 0.60 66,667 15,133 15,133 112 % 20,000 $ 0.60 53,333 12,107 12,107 112 % 50,000 $ 0.60 133,333 30,267 30,267 112 % 25,000 $ 0.60 66,667 15,133 15,133 112 % 20,000 $ 0.60 53,333 12,107 12,107 112 % 10,000 $ 0.60 26,667 6,053 6,053 112 % 50,000 $ 0.60 133,333 30,267 30,267 112 % $ 1,000,000 2,666,667 $ 677,200 $ 663,867 |
SCHEDULE OF EXTINGUISHMENT OF DEBT | The table below provides the details of the extinguishment of debt under the Notes: SCHEDULE OF EXTINGUISHMENT OF DEBT Principal Interest accrued up to the date of extinguishment Balance owed at the date of extinguishment Cash payments made Common shares issued on conversion at $0.375/share $ 100,000 $ 17,425 $ 117,425 $ - 313,132 50,000 8,609 58,609 58,609 - 50,000 8,055 58,055 - 154,813 600,000 95,178 695,178 95,178 1,600,000 25,000 3,997 28,997 - 77,324 20,000 3,189 23,189 - 61,837 50,000 7,973 57,973 57,973 - 25,000 3,750 28,750 28,750 - 20,000 3,189 23,189 23,189 - 10,000 1,578 11,578 - 30,875 50,000 7,870 57,870 - 154,320 $ 1,000,000 $ 160,813 $ 1,160,813 $ 263,699 2,392,301 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX EXPENSE | A reconciliation of the expected income tax expense to the actual income tax expense is as follows: SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX EXPENSE 2022 2021 Net income before tax $ (1,556,055 ) $ (692,571 ) Statutory tax rate 21 % 21 % Expected income tax recovery at statutory rate (326,771 ) (145,440 ) Non-deductible expenditures 299,253 119,633 Change in valuation allowance 27,518 25,807 Total income tax expense $ - $ - |
SCHEDULE OF DEFERRED TAX ASSETS | The Company has the following deductible temporary differences: SCHEDULE OF DEFERRED TAX ASSETS 2022 2021 Deferred income tax assets Marketable securities $ - $ 13,235 Non-capital loss carry-forward 197,276 169,757 Total deferred income tax assets 197,276 182,992 Deferred income tax liabilities Convertible notes (119,587 ) Marketable securities (12,230 ) - Less: Valuation allowance (185,046 ) (63,405 ) Net deferred income tax assets $ - $ - |
NATURE OF BUSINESS (Details Nar
NATURE OF BUSINESS (Details Narrative) | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Entity state of incorporation | NV |
Date of incorporation | Feb. 27, 2014 |
SCHEDULE OF ANTI-DILUTIVE SECUR
SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE (Details) - shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total Possible Dilutive Shares | 4,003,333 | 2,764,815 |
Convertible Debt Securities [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total Possible Dilutive Shares | 2,764,815 | |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total Possible Dilutive Shares | 4,003,333 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - $ / shares | 1 Months Ended | 12 Months Ended | |
Dec. 30, 2021 | Sep. 30, 2022 | Dec. 31, 2022 | |
Class of Warrant or Right [Line Items] | |||
Number of shares sold | 12,500,000 | ||
Warrant share price | $ 1.20 | ||
Agent fee of the gross proceeds | 100% | ||
Stock based compensation, vesting period | 3 years | 3 years | |
Restricted Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Stock based compensation, vesting period | 3 years | ||
Restricted Stock [Member] | Vesting Agreements [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of stock issued for restricted stock | 6,005,000 | ||
Number of non-vested shares | 2,001,667 | ||
Agent Warrrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Warrant share price | $ 1.20 |
SCHEDULE OF RELATED PARTY TRANS
SCHEDULE OF RELATED PARTY TRANSACTIONS (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Related party advances | $ 477,031 | $ 963,631 | |
Chief Executive Officer [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Amounts due to a company controlled by the former director | [1] | 117,031 | 144,031 |
Company Controlled by the CEO [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Amounts due to a company controlled by the former director | [1] | 360,000 | 360,000 |
Director [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Amounts due to a company controlled by the former director | [1] | 220,000 | |
Company Controlled by A Director [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Amounts due to a company controlled by the former director | [1] | 240,000 | |
Director One [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Amounts due from a director for share | [2] | (200) | |
Director Two [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Amounts due from a director for share | [2] | $ (200) | |
[1]These amounts are non-interest bearing, unsecured and due on demand.[2]During the year ended December 31, 2021, Mr. Levine resigned from the board of directors of the Company, therefore at December 31, 2022, the Company has reclassified $ 220,000 240,000 |
SCHEDULE OF RELATED PARTY TRA_2
SCHEDULE OF RELATED PARTY TRANSACTIONS (Details) (Parenthetical) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Due to related parties current | $ 477,031 | $ 963,631 |
Mr Levine [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Due to related parties current | $ 220,000 | $ 240,000 |
SCHEDULE OF TRANSACTIONS WITH I
SCHEDULE OF TRANSACTIONS WITH ITS RELATED PARTIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Related party transactions | $ 1,008,471 | |
CEO and director [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Related party transactions | 330,039 | |
Director One [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Related party transactions | 164,608 | |
Director Two [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Related party transactions | 493,824 | |
CEO and director [Member] | Consulting fees [Member] | ||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||
Related party transactions | $ 20,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | |||
Dec. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 18, 2022 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Number of shares issued, value | $ 601 | |||
Stock based compensation, vesting | 3 years | 3 years | ||
Share price | $ 0.4938 | |||
Shares not yet recognized | $ 1,976,943 | |||
Stock based compensation, nonvesting | 2 years | |||
Director [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Number of shares issued | 6,005,000 | |||
Number of shares issued, value | $ 601 | |||
Stock based compensation, vesting | 3 years |
SCHEDULE OF ACCOUNTS PAYABLE AN
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Trade payables | $ 802,648 | $ 367,578 |
Accrued liabilities | 41,800 | 28,692 |
Accounts payable and accrued liabilities | $ 844,448 | $ 396,270 |
MINERAL PROPERTY INTERESTS (Det
MINERAL PROPERTY INTERESTS (Details Narrative) | 1 Months Ended | 12 Months Ended | |||||||||||||
Dec. 23, 2022 USD ($) | Jun. 20, 2022 USD ($) | Feb. 07, 2022 USD ($) | Jan. 27, 2022 | Dec. 27, 2021 USD ($) | Dec. 17, 2021 USD ($) $ / shares shares | Nov. 06, 2021 USD ($) | Jun. 16, 2021 USD ($) | Jun. 04, 2021 USD ($) ft² | May 19, 2021 USD ($) ft² Integer | Aug. 02, 2017 USD ($) | Sep. 30, 2022 shares | Dec. 31, 2019 USD ($) Integer | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Reserve Quantities [Line Items] | |||||||||||||||
Common stock shares | shares | 12,500,000 | ||||||||||||||
Olinghouse Project Agreement [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Percentage of production royalty pay based on gross returns | 1% | ||||||||||||||
Business combination, consideration initial cash payment | $ 40,000 | $ 200,000 | |||||||||||||
Olinghouse Project Agreement [Member] | Target Minerals Inc [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Equity method investment, ownership percentage | 100% | ||||||||||||||
Olinghouse Project Agreement [Member] | Target Minerals Inc [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Description of current status of project | Nevada company, to acquire 100% interest of Target’s 1% production royalty on the Olinghouse Project, located in the Olinghouse Mining District, Washoe County, Nevada. | ||||||||||||||
Noncontrolling interest, description | the Olinghouse Option Period, as further defined below, at its sole discretion, to acquire 100% of a 1% production royalty from the net smelter returns on all minerals and products produced from certain properties comprising the Olinghouse Project | ||||||||||||||
Olinghouse Project Agreement [Member] | Target Minerals Inc [Member] | Volume Weighted Average Price [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Purchase price per share | $ / shares | $ 1.25 | ||||||||||||||
Common stock shares | shares | 2,000,000 | ||||||||||||||
Palmetto Project Agreement [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Percentage of production royalty pay based on gross returns | 2% | ||||||||||||||
Description of current status of project | Nevada Canyon, LLC entered into a Royalty Purchase Agreement with Smooth Rock Ventures, LLC, a wholly-owned subsidiary of Smooth Rock Ventures Corp. (“Smooth Rock”), to acquire a 2% net smelter returns royalty on the Palmetto Project. Alan Day, a director and a related party of the Company, is also a director and CEO of Smooth Rock | ||||||||||||||
Palmetto Project Agreement [Member] | Smooth RockVenture LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Equity method investment, ownership percentage | 2% | ||||||||||||||
Palmetto Project Agreement [Member] | Smooth RockVenture LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Annual payments | $ 350,000 | ||||||||||||||
Lease Agreement [Member] | Tarsis Resources US Inc [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Percentage of production royalty pay based on gross returns | 2% | ||||||||||||||
Lease description | The term of the Lazy Claims Agreement is ten years, and is subject to extension for additional two consecutive 10-year terms. Full consideration of the Lazy Claims Agreement consists of the following: an initial cash payment of $1,000 to Tarsis, paid upon the execution of the Lazy Claims Agreement, with $2,000 payable to Tarsis on each subsequent anniversary of the effective date. The Company agreed to pay Tarsis a 2% production royalty (the “Lazy Claims Royalty”) based on the gross returns from the production and sale of minerals from the Lazy Claims. Should the Lazy Claims Royalty payments to Tarsis be in excess of $2,000 per year, the Company will not be required to pay a $2,000 annual minimum payment | ||||||||||||||
Extension agreement term | 10 years | ||||||||||||||
Initial cash payment of lease | $ 1,000 | ||||||||||||||
Lease payable | $ 2,000 | ||||||||||||||
Lazy Claims Agreement [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Annual minimum payment | $ 2,000 | $ 2,000 | |||||||||||||
Payments to acquire mining assets | 2,543 | 2,543 | |||||||||||||
Minimum mineral property interest | 543 | 543 | |||||||||||||
Loman Claims [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire mining assets | $ 10,395 | 4,791 | |||||||||||||
Number of mining properties acquired | Integer | 27 | ||||||||||||||
Agai Pah Property Agreement [Member] | MSM Resource LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Equity method investment, ownership percentage | 100% | ||||||||||||||
Agai Pah Property Agreement [Member] | MSM Resource LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire mining assets | 3,552 | ||||||||||||||
Description of current status of project | Nevada limited liability Corporation on the Agai-Pah Property, consisting of 20 unpatented mining claims totaling 400 acres, located in Mineral County, Nevada about 10 miles northeast of the town of Hawthorne (the “Agai-Pah Property”). Alan Day, the managing member of MSM, is a director of the Company and a related party. | ||||||||||||||
Number of mining properties unpatened | Integer | 20 | ||||||||||||||
Area of land | ft² | 400 | ||||||||||||||
Extension of agreement, description | The term of the Agai-Pah Property Agreement commenced on May 19, 2021, and continues for ten years, subject to the Company’s right to extend the Agai-Pah Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Property. | ||||||||||||||
Business combination, consideration initial cash payment | $ 20,000 | $ 20,000 | $ 20,000 | ||||||||||||
Annual payments | $ 20,000 | ||||||||||||||
Noncontrolling interest, description | The Company has the exclusive option and right to acquire 100% ownership of the Agai-Pah Property (the “Agai-Pah Purchase Option”) | ||||||||||||||
Payments to acquire equity method investments | $ 750,000 | ||||||||||||||
Belshazzar Property Agreement [Member] | Belshazzar Holdings LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Equity method investment, ownership percentage | 100% | ||||||||||||||
Belshazzar Property Agreement [Member] | Belshazzar Holdings LLC [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Percentage of production royalty pay based on gross returns | 1% | ||||||||||||||
Payments to acquire mining assets | 2,660 | ||||||||||||||
Description of current status of project | Nevada limited liability Corporation on the Belshazzar Property, consisting of ten unpatented lode mining claims and seven unpatented placer mineral claim totaling 200 acres, within Quartzburg mining district, in Boise County, Idaho (the “Belshazzar Property”). | ||||||||||||||
Area of land | ft² | 200 | ||||||||||||||
Extension of agreement, description | The term of the Belshazzar Property Agreement commenced on June 4, 2021, and continues for ten years, subject to the Company’s right to extend the Belshazzar Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Belshazzar Property. | ||||||||||||||
Business combination, consideration initial cash payment | $ 20,000 | $ 20,000 | $ 20,000 | ||||||||||||
Annual payments | $ 20,000 | ||||||||||||||
Noncontrolling interest, description | The Company has the exclusive option and right to acquire 100% ownership of the Belshazzar Property (the “Belshazzar Purchase Option”) | ||||||||||||||
Payments to acquire equity method investments | $ 800,000 | ||||||||||||||
Swales Property Agreement [Member] | Wright Parks III [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Equity method investment, ownership percentage | 100% | ||||||||||||||
Swales Property Agreement [Member] | Wright Parks III [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Payments to acquire mining assets | $ 7,092 | ||||||||||||||
Description of current status of project | the Swales Property, consisting of 40 unpatented lode mining claims totaling 800 acres, within Swales Mountain Mining District in Elko County, Nevada (the “Swales Property”) | ||||||||||||||
Extension of agreement, description | The term of the Swales Property Agreement commenced on December 27, 2021, and continues for ten years, subject to the Company’s right to extend the Swales Property Agreement for two additional terms of ten years each, and subject to the Company’s option to purchase the Swales Property. | ||||||||||||||
Business combination, consideration initial cash payment | $ 20,000 | $ 20,000 | |||||||||||||
Annual payments | $ 20,000 | ||||||||||||||
Noncontrolling interest, description | The Company has the exclusive option and right to acquire 100% ownership of the Swales Property (the “Swales Purchase Option”) | ||||||||||||||
Payments to acquire equity method investments | $ 750,000 | ||||||||||||||
Target Minerals Inc [Member] | |||||||||||||||
Reserve Quantities [Line Items] | |||||||||||||||
Percentage of interests acquired | 100% |
EQUITY INVESTMENT (Details Narr
EQUITY INVESTMENT (Details Narrative) | 1 Months Ended | 12 Months Ended | ||||
Sep. 30, 2022 shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2022 $ / shares | Dec. 31, 2021 $ / shares | Dec. 31, 2020 $ / shares | |
Number of shares sold | shares | 12,500,000 | |||||
Net realized gain | $ 211,530 | $ 315 | ||||
Walker River Resources Corp [Member] | ||||||
Number of common stock shares issued during the period | shares | 511,750 | 1,366,167 | ||||
Common shares exchanged for acquire additional warrants | shares | 316,667 | 316,667 | ||||
Fair value of equity investments | $ 156,805 | $ 318,418 | ||||
Number of shares sold | shares | 1,171,083 | 3,500 | ||||
Net proceeds from sale of common stock | $ 614,656 | $ 2,152 | ||||
Net realized gain | 211,530 | 315 | ||||
Gain/loss on revaluation of equity investment | $ 241,513 | $ 474,287 | ||||
Price per share | $ / shares | $ 0.415 | $ 0.24 | $ 0.60 |
NOTES AND ADVANCES PAYABLE (Det
NOTES AND ADVANCES PAYABLE (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Notes and advances payable | $ 515 | $ 1,100 |
Walker River Resources Corp [Member] | ||
Proceeds from vendor | $ 515 | 1,100 |
Notes and advances payable | 15,064 | |
Conversion of debt | 20,000 | |
Interest expense | $ 4,936 |
SCHEDULE OF CONVERTIBLE NOTE PA
SCHEDULE OF CONVERTIBLE NOTE PAYABLE (Details) | 12 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Short-Term Debt [Line Items] | |
Principal | $ 1,000,000 |
Number of shares to be issued | shares | 2,666,667 |
Intrinsic value of beneficial conversion feature | $ 677,200 |
Discount recorded as part of additional paid-in capital | 663,867 |
Convertible Notes Payable One [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 100,000 |
Conversion price | $ / shares | $ 0.79 |
Number of shares to be issued | shares | 266,667 |
Intrinsic value of beneficial conversion feature | $ 110,667 |
Discount recorded as part of additional paid-in capital | $ 100,000 |
Implied interest | 20.81 |
Convertible Notes Payable Two [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 50,000 |
Conversion price | $ / shares | $ 0.77 |
Number of shares to be issued | shares | 133,333 |
Intrinsic value of beneficial conversion feature | $ 52,667 |
Discount recorded as part of additional paid-in capital | $ 50,000 |
Implied interest | 19.03 |
Convertible Notes Payable Three [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 50,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 133,333 |
Intrinsic value of beneficial conversion feature | $ 29,600 |
Discount recorded as part of additional paid-in capital | $ 29,600 |
Implied interest | 1.08 |
Convertible Notes Payable Four [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 600,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 1,600,000 |
Intrinsic value of beneficial conversion feature | $ 363,200 |
Discount recorded as part of additional paid-in capital | $ 363,200 |
Implied interest | 1.12 |
Convertible Notes Payable Five [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 25,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 66,667 |
Intrinsic value of beneficial conversion feature | $ 15,133 |
Discount recorded as part of additional paid-in capital | $ 15,133 |
Implied interest | 1.12 |
Convertible Notes Payable Six [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 20,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 53,333 |
Intrinsic value of beneficial conversion feature | $ 12,107 |
Discount recorded as part of additional paid-in capital | 12,107 |
Convertible Notes Payable Seven [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 50,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 133,333 |
Intrinsic value of beneficial conversion feature | $ 30,267 |
Discount recorded as part of additional paid-in capital | $ 30,267 |
Implied interest | 1.12 |
Convertible Notes Payable Eight [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 25,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 66,667 |
Intrinsic value of beneficial conversion feature | $ 15,133 |
Discount recorded as part of additional paid-in capital | $ 15,133 |
Implied interest | 1.12 |
Convertible Notes Payable Nine [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 20,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 53,333 |
Intrinsic value of beneficial conversion feature | $ 12,107 |
Discount recorded as part of additional paid-in capital | $ 12,107 |
Implied interest | 1.12 |
Convertible Notes Payable Ten [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 10,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 26,667 |
Intrinsic value of beneficial conversion feature | $ 6,053 |
Discount recorded as part of additional paid-in capital | $ 6,053 |
Implied interest | 1.12 |
Convertible Notes Payable Eleven [Member] | |
Short-Term Debt [Line Items] | |
Principal | $ 50,000 |
Conversion price | $ / shares | $ 0.60 |
Number of shares to be issued | shares | 133,333 |
Intrinsic value of beneficial conversion feature | $ 30,267 |
Discount recorded as part of additional paid-in capital | $ 30,267 |
Implied interest | 1.12 |
SCHEDULE OF EXTINGUISHMENT OF D
SCHEDULE OF EXTINGUISHMENT OF DEBT (Details) | 12 Months Ended |
Dec. 31, 2022 USD ($) shares | |
Extinguishment of Debt [Line Items] | |
Principal | $ 1,000,000 |
Interest accrued extinguishment | 160,813 |
Balance owed | 1,160,813 |
Cash | $ 263,699 |
Common shares issued on conversion at $0.375/share | shares | 2,392,301 |
Convertible Debt One [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 100,000 |
Interest accrued extinguishment | 17,425 |
Balance owed | 117,425 |
Cash | |
Common shares issued on conversion at $0.375/share | shares | 313,132 |
Convertible Debt Two [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 50,000 |
Interest accrued extinguishment | 8,609 |
Balance owed | 58,609 |
Cash | $ 58,609 |
Common shares issued on conversion at $0.375/share | shares | |
Convertible Debt Three [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 50,000 |
Interest accrued extinguishment | 8,055 |
Balance owed | 58,055 |
Cash | |
Common shares issued on conversion at $0.375/share | shares | 154,813 |
Convertible Debt Four [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 600,000 |
Interest accrued extinguishment | 95,178 |
Balance owed | 695,178 |
Cash | $ 95,178 |
Common shares issued on conversion at $0.375/share | shares | 1,600,000 |
Convertible Debt Five [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 25,000 |
Interest accrued extinguishment | 3,997 |
Balance owed | 28,997 |
Cash | |
Common shares issued on conversion at $0.375/share | shares | 77,324 |
Convertible Debt Six [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 20,000 |
Interest accrued extinguishment | 3,189 |
Balance owed | 23,189 |
Cash | |
Common shares issued on conversion at $0.375/share | shares | 61,837 |
Convertible Debt Seven [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 50,000 |
Interest accrued extinguishment | 7,973 |
Balance owed | 57,973 |
Cash | $ 57,973 |
Common shares issued on conversion at $0.375/share | shares | |
Convertible Debt Eight [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 25,000 |
Interest accrued extinguishment | 3,750 |
Balance owed | 28,750 |
Cash | $ 28,750 |
Common shares issued on conversion at $0.375/share | shares | |
Convertible Debt Nine [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 20,000 |
Interest accrued extinguishment | 3,189 |
Balance owed | 23,189 |
Cash | $ 23,189 |
Common shares issued on conversion at $0.375/share | shares | |
Convertible Debt Ten [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 10,000 |
Interest accrued extinguishment | 1,578 |
Balance owed | 11,578 |
Cash | |
Common shares issued on conversion at $0.375/share | shares | 30,875 |
Convertible Debt Eleven [Member] | |
Extinguishment of Debt [Line Items] | |
Principal | $ 50,000 |
Interest accrued extinguishment | 7,870 |
Balance owed | 57,870 |
Cash | |
Common shares issued on conversion at $0.375/share | shares | 154,320 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Short-Term Debt [Line Items] | ||
Offering proceeds, gross | $ (147,420) | $ 980,000 |
Notes payable, current | 515 | 1,100 |
Additional paid-in capital beneficial conversion feature | 663,867 | |
Accretion expense | 719,462 | 94,404 |
Convertible Notes Payable [Member] | ||
Short-Term Debt [Line Items] | ||
Offering proceeds, gross | $ 5,000,000 | |
Debt accrued interest percentage | 15% | |
Debt conversion price | $ 0.375 | |
Price per share | 2,500% | |
Additional paid-in capital beneficial conversion feature | $ 663,867 | |
Accretion expense | $ 719,462 | 94,404 |
Walker River Resources Corp [Member] | ||
Short-Term Debt [Line Items] | ||
Notes payable, current | 15,064 | |
Note payable | $ 20,000 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 12 Months Ended | |||
Oct. 31, 2022 | Dec. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Common stock par value | $ 0.0001 | $ 0.0001 | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||
Preferred stock par value | $ 0.0001 | $ 0.0001 | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||
Voting rights | 50% of the common stock | |||
Cancellation of common stock tendered or weighted, shares | 1,775,000 | |||
Number of shares issued, value | $ 601 | |||
Director [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Number of shares converted | $ 897,113 | |||
Cancellation of common stock tendered or weighted, shares | 845,000 | |||
Number of shares issued | 6,005,000 | |||
Number of shares issued, value | $ 601 | |||
Majority Shareholder [Member] | ||||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | ||||
Cancellation of common stock tendered or weighted, shares | 2,392,301 | |||
Shares issued price per share | $ 0.375 | |||
Cancellation of common stock tendered or weighted, shares | 930,000 |
SCHEDULE OF RECONCILIATION OF E
SCHEDULE OF RECONCILIATION OF EXPECTED INCOME TAX EXPENSE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Net income before tax | $ (1,556,055) | $ (692,571) |
Statutory tax rate | 21% | 21% |
Expected income tax recovery at statutory rate | $ (326,771) | $ (145,440) |
Non-deductible expenditures | 299,253 | 119,633 |
Change in valuation allowance | 27,518 | 25,807 |
Total income tax expense |
SCHEDULE OF DEFERRED TAX ASSETS
SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Income Tax Disclosure [Abstract] | ||
Marketable securities | $ 13,235 | |
Non-capital loss carry-forward | 197,276 | 169,757 |
Total deferred income tax assets | 197,276 | 182,992 |
Convertible notes | (119,587) | |
Marketable securities | (12,230) | |
Less: Valuation allowance | (185,046) | (63,405) |
Net deferred income tax assets |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Income Tax Disclosure [Abstract] | |
Federal net operating loss carry forwards | $ 939,000 |
State net operating loss carry forwards | $ 90,000 |
Income for the future | The remaining balance of $849,000 will never expire but its utilization is limited to 80% of taxable income in any future year. |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - shares | Mar. 01, 2023 | Feb. 24, 2023 |
Subsequent Event [Line Items] | ||
Common stock Issued for the services | 2,000,000 | |
Exchange of shares | 2,000,000 | |
Subsequent event description | All shares will vest on a quarterly basis over the three-year term of the agreements, beginning March 1, 2023 |